Terms of Purchase
Terms of Purchase
The term "Purchaser" means IMS The term "Seller" means the person, firm or corporation to whom this order is directed or that has accepted this order.
This form when properly signed is the only form that will be recognized by the Purchaser as authority for charging goods or services to its account and it is understood and agreed that there is no oral understanding or agreement between Purchaser and Seller other than the condition stated in this order, or any subsequent change notices. This form supersedes all previous communications and negotiations and constitutes the entire agreement between the parties. No qualifying terms stated by the Seller in accepting or acknowledging this order shall be binding upon the Purchaser unless accepted in writing by the Purchaser. The Seller guarantees that the merchandise furnished hereunder will not infringe any valid patent or trademark. The Seller will at his own expense defend any and all actions, suits or claims alleging such infringement and will indemnify and save harmless the Purchaser, its customers and those for whom it may account such infringement and will indemnify and save harmless the Purchaser, its customer's and those for whom it may account as agent in the purchase of said merchandise, as to both damages and costs in case of any such infringement or alleged infringement.
The parties specifically exclude the application of the United Nations Convention on Contracts for the International Sale of Goods.
The Purchaser shall calculate settlement or prompt payment discounts from date of receipt of goods in satisfactory condition or date of receipt of goods invoice whichever is the later.
The Purchaser reserves the right to cancel this purchase order if the delivery schedule or execution date mentioned herein is not met by the Seller, this without payment of any cancellation charges of any kind.
It is understood and agreed that any work done or delivery made in accordance with this order constitutes an acceptance of the foregoing conditions.